Governance

Particularly in a time when increased surveillance and privacy invasion concerns are on the rise, our role, as citizens, irrespective of our political stripes, should be to continue to press for our governments to be putting in place even stronger systems of independent, institutional governance, of checks and balances.

In Ontario, municipal police services are governed by Police Services Boards (PSBs). These Boards retain a great deal of control over local matters related to policing. They generally consist of three or five members for smaller jurisdictions, and seven members for large municipalities. It is time to abolish the current structure of PSBs and implement stronger forms of governance that serve the public interest and are accountable to the community, while ensuring the necessary checks and balances for the operation of police services.

We need to cultivate generations of young adults who have been educated through an unbiased curriculum that has helped them understand how the world works today, and how it actually should when they take on their roles as global citizens.

Alcohol problems, drug use, sexual misconduct, financial misconduct, defensiveness, denial, berating of other senior management and directors, litigation, loss of key employees, toxicity and bulling. There is not much I have not seen when I am called in to coach the CEO. And CEO misbehaviour happens in the highest level of corporate Canada. You may be surprised, but I am not.

Just over a year ago, I was briefed on one of the most interesting design challenges of my career. The ask came from Policy Horizons Canada, an innovation lab within the Government of Canada, who aime...

The way we have treated aboriginals in Canada is our great shame. This week confirmed to me that they are collectively more forgiving and forward thinking than our previous governments' racist policies. I am not new to these stories. While working in youth protection, I saw the pain in families torn apart by the legacy of residential schools. A little known fact about the residential schools is that when they were built, these were the only schools in Canada that included a cemetery to bury the children that would die. This is our legacy.

The most abused cliche in politics is the concept of 'change,' yet a young movement among academics and techno-scientists seeks to overhaul the current system with a computerized, politician-minimal alternative. Algorithmic governance is a radical, digital reimagining of government centred on computerized processes. Algorithms -- which already have many applications like sorting incoming emails and controlling traffic lights -- would be unified to create a governing network. Algorithmic government may sound far-fetched, but it is already happening in smaller, more localized ways.

In all of my interviews with directors over the years, when I ask about a director's greatest regret the answer is consistently, "I should have spoken up when I had the chance." Chances are several of your colleagues are thinking the exact same thing.

Will mountains become hotbeds of authoritarian tendencies since climate warming is so pronounced? We are culturally induced to associate mountains with freedom, and many massifs in Europe were famous centres for rebellion against the fascists in WWII. What psychological reaction to climate change may people in mountains have?

Regulators have a poor track record of getting executive pay right. Indeed, some say U.S. Congress has been the single greatest driver of increasing CEO pay. According to a survey by Mercer, a majority of UK board members believe the executive pay model is broken. Here are three ways to fix it.

Unlike the iron fist of communism, capitalism's incidents of harm (recall the mugging in Central Park) result not from government oppression but from the nature of freedom itself. Misguided newspaper columns notwithstanding, in theory, practice and historical record, between capitalism and communism, there's no comparison.

When we lose someone's trust, we realize we have taken it for granted. And once lost, it is close to impossible to regain. Trust binds our world together. From the trust between family members, the tr...

Do you recognize any of these red flags? On a board or in a company of which you serve? Allegations of wrongdoing can put assets and reputation at risk. Regulators have enormous power, and are focusing their sights much more on the role a board plays, or does not play, in overseeing the affairs of the company.

2015 is shaping up to be a year where boards, once again, will be under intense pressure and scrutiny to get it right. Here is a list of trends and key issues, along with what boards are or should be doing in response.

In my teaching, research and consulting, I no longer use "NP-58201 Corporate Governance Guidelines," June 17, 2005 ("Guidelines"), that apply to publicly traded companies in Canada, as an example of exemplary corporate governance. Here are the ten deficiencies to the guidelines as I see them.

I teach my students and counsel board clients that shareholders elect directors; directors appoint managers; directors are accountable to shareholders; and managers are accountable to directors. This is largely theoretical.

Since their overall objective should be to find ways to deliver better services more efficiently to Canadians, and given their remarkable record of success, shouldn't Canada forge ahead with a stronger agenda for more Private-Public Partnerships?

In the public sector in Ontario, there have been several governance scandals, including Ontario Power Generation, eHealth, Ontario Lottery and Gaming Corporation, and Ornge, that have included compensation and spending. What this reveals is defective oversight. Governance is not government.

One critical difference between a well-functioning city-state on the periphery of East Asia -- or a country like Canada -- and China, is the degree to which rules are predictable and enforced. Obvious or not, those tempted to bend or break the rules should recall such distinctions, as should the rest of us.

I recently served on a governance awards judging panel assembled by the Canadian Society of Corporate Secretaries (CSCS). Winners of the awards were announced at this organization's annual conference in Halifax last month. I participated in a plenary discussion to discuss some of the winning practices.

Here are 10 Questions you should cover off before signing up as a Director with a non-profit Board. As a Director, ignorance is not bliss; it is your job to know about risks. You will demonstrate a lot of sophistication if you ask these questions before agreeing to join.

Boards should revitalize, as the American economy (and the world) is dependent on it. But they need to do so in a way that puts their own interests and reputations at risk. They need to be ruthless in recreating - and think only of the best interests of their enterprises. They need to "person proof" in other words, which is the theme of the NACD conference.

Last December, I wrote a blog post about my thoughts on how to prevent political scandals in 2013. Yet, I read the newspapers or online news in Canada today, and the same stories continue in 2013, as...

There is merit to Peter Munk's position. If shareholders truly believe in pay for performance, then it is equally important to attract and motivate executive talent in a downturn as it is in an upturn. This means, paradoxically, that a compensation committee will pay out more, in spite of low stock price, and rein in executive pay during an upturn.

These are disguised but true stories. A director who has never operated a plant or worked in the company's industry chairs the board's health and safety committee. Internal controls are missed and poi...

I am currently interviewing shareholder activists, hedge funds and private equity leaders on changes to public company boards to make them more focused on value creation and company performance. I am...

Executive pay practices are in the news on a regular basis. Just in the past few weeks, after meeting with investors, the performance metrics for Citigroup were changed following a failed say on pay v...

There is a strong bias for audit committees to oversee many risks, not just financial. No regulation mandates this however. Audit committees should not oversee risks that they are not qualified to oversee. Here are a dozen broader questions to determine whether your Audit Committee needs a reset.

I recently trained a group of directors and CEOs from the banking and agricultural sectors in Texas and Arizona. We discussed mutual expectations on the part of the board and management. The following represents the output of these discussions, which could apply to a variety of boards.

B.C. taxpayers should be grateful to John Doyle for his persistent, hard-nosed work over the past six years. And perhaps six years is too short of a term, but renewal should not be an option. Now it's time for another watchdog to come in and give issues fresh eyes and a fresh voice, just as Doyle built on the work of previous auditors general.

When interests between management and shareholders become adverse, even through the regular course of events, it is important for boards to have their own set of lawyers who are independent from management and seen as objective and willing to act in the interests of directors, not management, and ultimately shareholders.

We'll drive, copilot, change the tunes, serve up the beverages, adjust the heat and ensure government doesn't fall asleep... but someone has to open the doors so we can get in the car. Unlock the doors of government and let citizens in, that is the mantra of imagineCalgary, now firmly in the hands of hardened bureaucrats. The language of imagineCalgary is not their mother tongue and they are struggling with just the basic translation, let alone the incredibly lofty and epic targets found within the imagineCalgary tome.